Acquired the outstanding shares of PeopleCube effective July 1, 2012. This acquisition resulted in an increase in revenue in the quarter of $1.8 million and expanded Asure Software's product line in the U.S. and EMEA. PeopleCube's workplace management solutions help companies more effectively manage scheduling processes, increase utilization of corporate assets, and improve workplace productivity, all of which result in better cost control over one of a company's highest expenses — real estate. PeopleCube's SaaS (Software as a Service)- and HaaS (Hardware as a Service)- based solutions are directly in line with Asure Software's strategy to bring innovative, cloud-based solutions to clients to help them simplify their workplaces.

An accelerated SaaS-based technology strategy, with a de-emphasis on perpetual licensing models, continues to be a primary strategic driver and we are seeing high customer satisfaction and marketplace acceptance. The AsureForce Time & Labor Management (TLM) and AsureSpace NetSimplicity platforms are now exclusively SaaS-based and all other solutions are moving primarily toward a pure repetitive approach by end of year 2012.

Expanded senior leadership team with the addition of two proven executives: 1) Jennifer Crow, CFO, with a proven track record of success in the areas of finance, accounting and investor relations and 2) Jennifer Roth, VP of Marketing, who has over 20 years of experience building global brands and driving demand generation programs that align with business priorities and directly support revenue goals.

Q3 Results

Revenue for the third quarter was $5.7 million compared to $4.2 million in the previous quarter and $2.5 million in the third quarter 2011. Revenue for the nine months ended was $14 million versus $7.3 million in the same period 2011.

Non-GAAP revenue* for the third quarter was up $6.3 million. Non-GAAP revenue for the nine months ended was $14.7 million.

Gross margin for the quarter was $4.7 compared to $3.2 in the previous quarter and $2.0 in the same quarter 2011. Gross margin for the nine months ended was $11 million versus $5.9 million in the same period 2011.

EBITDA* excluding one-time items* for the third quarter was $906,000 up from the $838,000 in the previous quarter. One-time items* in the quarter related legal and professional fees, site consolidation related to the acquisition of Meeting Maker and other one-time expenses* were $739,000 up from $427,000 in the second quarter 2012 for the one-time items* related to the acquisition of ADI Time and Legiant.

Management Commentary

Pat Goepel, Chief Executive Officer of Asure Software commented, "Our third quarter saw us complete an important transaction with the acquisition of PeopleCube. The addition of PeopleCube's offerings to our product line and our fully-SaaS based AsureForce platform align with our
strategic shift to a pure-play SaaS-based recurring revenue model. Goepel also commented, "Third quarter earnings and gross margin were up over the previous quarter 2012 and we saw strong cash at $1.3 million. We also experienced a non-cash deferred revenue charge due to the PeopleCube acquisition in the third quarter."

Jennifer Crow, Asure's Chief Financial Officer added, "Our guidance is being revised (per below) to reflect the fair market valuation accounting treatment of deferred revenue and reduced perpetual revenue, offset by expected SaaS business. As a reminder, perpetual revenue (and correlated profit) is recognized immediately upon booking, whereas SaaS and recurring revenues are recognized ratably over longer time
periods. Thus, an accelerated shift to SaaS, including the PeopleCube acquisition, has a negative impact to near-term reported financials but our Board believes it increases the Company's value over the longer term. Asure continues to generate strong cash flow while managing costs and expects to continue to do so, which positions us well for future financial growth and strong forward performance." Please see below for details around Asure's financial results.

Company Outlook

Q4

FY 13

Revenue

5,800-6,200

25,000-27,000

EBITDA, excluding one-time items

1,000-1,300

6,000 - 7,000

Free cash flow

6,000 -7,000

Conference Call Details

Asure will follow this announcement with a conference call for the investment community on Wednesday, November 14, 2012 at 11:00 a.m. EST, (10:00 a.m. CST) to further discuss the quarter and outlook. Participating in the call will be Pat Goepel, Chief Executive Officer and Jennifer Crow, Chief Financial Officer. To participate, dial (877) 853-5636 ten minutes before the call begins. International callers should dial (631) 291-4544. The conference ID for all callers is 34307490.

Investors, analysts, media and the general public will also have the opportunity to listen to the conference call in listen-only mode via the Internet by visiting the investor relations page of Asure's web site at www.asuresoftware.com. To monitor the live call, please visit the web site at least ten minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, an archived replay will be available shortly after the call at http://investor.asuresoftware.com
/

About Asure Software

Asure Software, Inc. (Nasdaq:ASUR), headquartered in Austin, Texas, offers intuitive and innovative workplace and workforce management solutions that enable companies of all sizes and complexities to operate more efficiently and better control costs. The company ensures a high-performing work environment by delivering its "keep it simple" solutions and expertise to more than 11,000 clients worldwide. Asure Software's suite of solutions ranges from time and attendance workforce management solutions to intelligent on-demand workplace management solutions. For more information, please visit www.asuresoftware.com.

Statements in this press release regarding Asure's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. Such risks and uncertainties could cause actual results to differ from those contained in the forward-looking statements.

*Non-GAAP Financial Measures

This press release includes the following financial measures defined as a non-GAAP financial measure by the Securities and Exchange Commission: EBITDA and GAAP Net Income/(Loss) excluding one-time items. These supplemental financial measures are not required by GAAP, nor are the presentation of this financial information intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management recognizes that non-GAAP financial measures have limitations in that they do not reflect all of the items associated with Asure's earnings results as determined in accordance with GAAP. However, for the reasons described below, management uses these non-GAAP measures to evaluate the performance of Asure's business. Asure's management believes that it is important to provide investors with these same tools, together with
reconciliation to GAAP, for evaluating the performance of Asure's business, as it may provide additional insight into Asure's financial results. See the "Reconciliation of GAAP Net Income/(Loss) to Earnings Before Interest, Taxes, Depreciation, Amortization and Stock Compensation Expense (EBITDA)" and the "Reconciliation of GAAP Net Income/(Loss) to Net Earnings Excluding One-Time Items" tables included in this press release for further information regarding these non-GAAP financial measures. In addition, these measures are presented because management believes they are frequently used by securities analysts, investors and others in the evaluation of companies.

EBITDA is calculated by adding income taxes, interest expense, depreciation and amortization and stock compensation expense to net earnings, EBITDA is not defined under GAAP and should not be considered in isolation or as a substitute for net earnings and other consolidated earnings data prepared in accordance with GAAP or as a measure of Asure's profitability.

Net Earnings Excluding One-Time Items is calculated by combining the company's GAAP Net Earnings, or earnings per share, with items that are one time in nature and are not expected to recur on a dollar or per share basis.

Free Cash Flow is computed by subtracting capital expenditures from cash flow from operations, each as determined in accordance with GAAP and as reflected in the statement of cash flows.